Outside of directors and the odd screenwriter or two, there are very few movie stars behind the camera—"star" in the sense of a marquee name who can put butts in seats. Special-effects makeup legend Rick Baker is one of them.

After wowing the world with wolfman effects no one had seen before in John Landis' An American Werewolf in London (1981), Baker began collecting Academy Awards—seven so far—and providing creature effects and other makeup wizardry for a string of hits including Harry and the Hendersons (1987), Batman Forever (1995), How the Grinch Stole Christmas (2000) and all three Men in Black movies, including the one being released this week. And there was something else in there….? Oh, yeah, that's right: many of the aliens in Star Wars' cantina scene.

As with George Pal and Ray Harryhausen before him, Baker's effects became a key reason audiences went to see films like Matinee (1993), The Frighteners (1996) and, coming full circle, The Wolfman (2010). On the eve of the release of director Barry Sonnenfeld's Men in Black 3, Baker—who is putting together a retrospective book about his career—spoke from his Glendale, Calif. studio about the future of SFX makeup in the digital age, designing retro aliens for the new film's 1960s scenes, and how he owes everything to Gumby.

Film Journal International: You were born in Binghamton, New York, on December 8, 1950…Rick Baker: That's correct. And my parents moved to California when I was, like, one year old.

FJI: And growing up in Covina, California, you were what a certain generation affectionately calls "a monster kid"—reading Famous Monsters of Filmland, putting together the Aurora model kits…

RB: My hobby was doing [special-effects] makeup and making masks. It was kind of an expensive hobby and my parents didn't have any money, so I would get, like, a quarter a week allowance and it took me forever to save up enough to buy a quart of rubber. So [at age 17], I just said I needed to get a job. I didn't have a car, so it had to be someplace I could walk to. I went to any fast-food place that there was and put in an application, but nobody wanted me. And I found out by mistake that [Gumby creator Art Clokey's] Clokey Productions was in Covina, because my dad, who was delivering plumbing supplies at the time, actually walked into the wrong building—the building next door to where he was supposed to go—and [he came home and] said, "Here is the place that makes Gumby!" So I had my dad drive me there and I had a box full of masks and molds and I said [to one of the people there] I can do this kind of stuff and I've done stop-motion and I was looking for a job. And they said, "Start tomorrow." It was my very first job, a summer job. Art wasn't actually there at the time; it was being run by his ex-wife, Ruth.

FJI: And there you met people you work with to this day [including Ken Ralston, one of the two visual-effects supervisors, alongside Jay Redd, of Men in Black 3].

RB: It was kind of a magnet for everybody who was a Famous Monsters reader and a Ray Harryhausen fan. It was through people I met at Clokey's that I ended up getting my first film.

FJI: Octaman [1971].

RB: Yeah.

FJI: You designed the costume?

RB: I didn't actually design it; it was already designed. I built it with another guy, Doug Beswick, who was somebody I worked with at Clokey's [and would go on to work on The Terminator, Aliens, Beetlejuice and other movies]. We had very little time and very little money to make this full-body costume.

FJI: How odd is to be working on Men in Black 3 with a guy you met when you were both teenagers breaking into the industry?

RB: When I heard that Ken was going to be visual-effects supervisor on this film, I was really excited because we have such history together. There was all this shorthand between us because we've known each other so long.

FJI: Give me an example of how you two collaborated here, since you specialize in mechanical effects and he specializes in digital effects.

RB: Well, my experience on the other Men in Black films is that we overbuilt stuff. We would make an alien for the film that you could create a whole movie around—he was able to do everything he would be called upon to do, because a lot of times we don't know exactly how they're going to be used. And then it turns out that the alien we had that could do all kinds of things would wind up [in the finished film] as just a small blob in the background. What I tried to do on this film was make more aliens, rather than making the aliens too complex and have them be an out-of-focus blob in the background. I said [to Ralston that] if in fact it turns out that one of the aliens that we make and put a lot of mechanics in is featured more than the others, can we put [for example] a CG eye blink on it [rather than add an eye-blink mechanism]? So that allowed us to make more aliens. I think we ended up making 127.

FJI: And because part of the movie takes place in 1969, that gave you the chance to pay homage to the aliens you grew up with.

RB: Pretty much every alien from any film that was made in the ’50s and ’60s, we paid homage to! The ones I definitely wanted to do were the saucer men from Invasion of the Saucer Men [1957]—big-brained, bug-eyed little green men, basically. I just kept remembering other films—"Oh, yeah, we gotta do one of those!" And also TV stuff, like "The Outer Limits."

FJI: Did you do a Zanti Misfit [a memorable “Outer Limits” creature]?

RB: We didn't get a Zanti Misfit in there. That would have been cool! We did kind of a Metaluna Mutant from This Island Earth [1955].

FJI: Was that the one where the characters in the movie called it "the mute ant"?

RB: That was Invaders from Mars [1953]. We also did some of those.

FJI: The movie's bad guy, Boris the Animal [played by Jemaine Clement] is this badass cosmic biker. Did you take any inspiration from, or was this a homage to, DC Comics' antihero Lobo?

RB: I'm not familiar with him, so I would say no. Boris got redefined a lot. In the original script they gave me, they said he was like Dennis Hopper in Easy Rider and it turned out in the end that he was a virus and there were just a lot of things that didn't make sense. I kind of reconceived what I thought he should look like and what he should be. And one of the things is these "goggles" where at first you think he's wearing goggles and then you realize they're actually shoved into his skull and held onto his face by these crazy little weird fingers. It was kind of a hard sell—I thought it would be really cool to never really see his eyes, to just have these black goggles that almost looked like a skull. And I knew the studio would want to see the actor's eyes and the director would want to see the actor's eyes and the actor would probably want to have his eyes showing. I continued my fight, saying it would be so much cooler to never see his eyes, to not know what's going on in there.

FJI: I know you've told this story before, but tell it again for me—how you wanted to do retro-looking aliens in the first Men in Black [1997] and that didn't fly, but this time you and others were in producer Walter Parkes' office and…

RB: On the first film, they said, "We want to see aliens unlike any we've seen before." That was a lot easier to do in Star Wars. But ever since Star Wars and the cantina scene, every space movie had a cantina scene with a bunch of aliens and every TV show did. There were so many things with aliens that have been done, it was really hard to make anything that hadn't been seen before. So I suggested: Why don't we make them look like aliens we've seen before, but do a better job and just make it as if the aliens that were in movies were actually based on a description by someone who saw a real one? As if, for example, Paul Blaisdell [who did technical effects] on Invasion of the Saucer Men had been abducted [by real Saucer Men] and made his version of what abducted him.

And they didn't go for it. But with this movie, the time-travel scene was there and you go back to the ’60s, so I pitched it again, and I had a much better reason to pitch it this time. I said, "To me, the 2012 aliens should look like what we're used to seeing in Men in Black headquarters, but when we go back to ’69, I'm assuming you're going to have redesigned Men in Black headquarters for the ’60s sequence and I think we should have ’60s aliens in it. And they thought it was brilliant this time! [laughs]

FJI: With so many special-effects and makeup-effects and visual-effects people working on this movie, and with the pressure that accompanies any continuation of a franchise, especially one appearing ten years after the last movie, how hard is it getting your designs through all the inevitable layers of approval?

RB: We went through a similar situation as on the first Men in Black, which was Barry wanted to see all the designs and approve and choose the aliens, and Walter Parkes wanted to see them and, in the original one, Steven Spielberg wanted to see them, too. And we would do thousands of drawings and send them to all three people, who were all in different places in the United States, and wait for a response from them. And it was like, "Do one that's the seat of this one and the head of that one." And we eventually were wasting all our pre-production time waiting and trying to get a decision.

It's always a problem in the film business to get everybody on the same page and decide something, and because what I do has to happen in pre-production, a lot of the people's heads aren't really quite wrapped around the movie yet and it's always hard to get a decision out of them. And what happened on the first Men in Black is, it got to the point where there was a drop-dead date, so I had Barry come out to my studio and I locked him in the studio.

FJI: That is freaking hilarious!

RB: [laughs] I put him in our art department and I locked the door. I said, "You're not leaving until you pick the aliens we have to make, because otherwise I'll be holding the damn drawings in front of the camera!" So that's where I finally got decisions on the first film.

This one was similar in that they wanted to see a lot of stuff, and we'd done a bunch of designs—whether they were Photoshop paintings or ZBrush sculptures I did on the computer or actual little maquettes and things. But they still weren't making up their minds and they were still changing the script. And it got to the point where it was like, "You know what? I'm just gonna start making shit. If you don't like it, then don't put it in the movie. We're going to have something to put in the movie." And that's kind of what it comes down to.

FJI: Well, yeah—when you're Rick Baker, you can say that!

RB: [laughs] The thing is, they know me and trust me and we went through the drill of having them involved and trying to get a decision and it wasn't happening. So that's how it has to work sometimes. We had so many [aliens], it was like, "If you don't like it, you can put it way far in the background, and the ones you like you can put in the foreground."

FJI: So how does it work for you these days? Do you have a permanent staff or just hire freelancers when you're on a movie?

RB: I used to keep a permanent staff but it gets expensive; these guys all make a lot of money and when I don't have a show, it costs me any money I make in the previous show. At a point where both of my parents ended up dying at different times, with their deaths everything became clearer to me, and I just thought, "I don't want to be doing things I don't want to do. I don't want to be taking jobs just to keep people employed. I only want to do films that I want to do." So I got rid of my permanent staff and took a couple of years off where I just wanted to do my own thing for a while.

FJI: What’s next for you?

RB: I just finished doing some designs and making some stuff for [director Robert Stromberg's] Maleficent, a Disney film about the Sleeping Beauty story, and [designing] Angelina Jolie's makeup.